Welcome to our dedicated page for FG Merger II SEC filings (Ticker: FGMC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings page for FG Merger II Corp. (FGMC) provides access to the company’s regulatory disclosures as a Nasdaq-listed special purpose acquisition company. FG Merger II Corp. is described in its public documents as a blank check company formed to effect a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities.
Among the key filings highlighted in the available information is a Current Report on Form 8-K dated November 3, 2025. In this filing, FG Merger II Corp. reports entering into an Amendment to its Agreement and Plan of Merger with BOXABL Inc. and FG Merger Sub II Inc. The amendment extends the agreement end date for the merger from December 31, 2025 to March 31, 2026, and the full text of the amendment is included as an exhibit to the Form 8-K.
Other important documents referenced in company communications include a registration statement on Form S-4 filed with the U.S. Securities and Exchange Commission. This Form S-4 contains a preliminary joint proxy statement/prospectus for FGMC shareholders and BOXABL stockholders regarding the proposed merger and related matters, as well as a prospectus relating to the FGMC securities to be issued to BOXABL stockholders upon completion of the transaction.
Through Stock Titan’s interface, users can review FG Merger II Corp.’s Forms 8-K and the referenced Form S-4, along with any related exhibits. These filings explain the structure of the proposed business combination with BOXABL, outline conditions to closing, and include detailed risk disclosures and forward-looking statement language. Together, they form the primary source of official information about FGMC’s SPAC activities and its planned combination with BOXABL.
FG Merger II Corp. proposes a business combination with Boxabl Inc. The merger agreement contemplates a two-step merger resulting in the public company being renamed BOXABL Inc. The communication also announces Boxabl's appointment of Shanmugam “Shan” Palaniappan as Chief Technology Officer as Boxabl says it will deepen software, automation, and AI capabilities while pursuing the proposed merger.
The filing notes FGMC has filed a Registration Statement on Form S-4 and that the transaction will be submitted to FGMC shareholders for approval; proxy materials and the merger agreement have been or will be filed with the SEC.
FG Merger II Corp. disclosed a proposed two-step SPAC merger to combine with Boxabl Inc., under an Agreement and Plan of Merger entered August 4, 2025. The transaction contemplates FGMC as the surviving public company that will be renamed BOXABL Inc. and will use the anticipated ticker $BXBL.
The communication states shareholders of FGMC would convert automatically to the new share class at closing and that FGMC filed a Form S-4 and an 8-K containing the merger agreement. The parties said the merger deadline was extended to March 31, 2026, pending regulatory and shareholder approvals.
RiverNorth Capital Management, LLC reported a significant ownership stake in FG Merger II Corp. common stock. The firm beneficially owns 642,969 shares, representing 6.24% of the outstanding common shares as of the reported date.
RiverNorth has sole power to vote and dispose of all 642,969 shares and no shared voting or dispositive power. The filing notes that other persons have the right to receive the proceeds from any sale of these securities. RiverNorth certifies the position is held in the ordinary course of business and not for the purpose of changing or influencing control of FG Merger II Corp.
Highbridge Capital Management, LLC filed a Schedule 13G reporting beneficial ownership of 559,889 shares of FG Merger II Corp. common stock. This stake represents 5.4% of the class, based on 10,295,800 shares outstanding as of November 5, 2025, as disclosed in the company’s Form 10-Q.
Highbridge, a Delaware limited liability company and investment adviser to certain funds and accounts, reports sole voting and dispositive power over these shares, which are directly held by the Highbridge Funds. The filing states the position was acquired and is held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.
Barclays PLC has filed Amendment No. 1 to a Schedule 13G reporting its beneficial ownership in FG Merger II Corp. Barclays reports beneficial ownership of 250,009 shares of common stock, representing 2.42% of the class as of 12/31/2025, with sole voting and dispositive power over all reported shares.
The filing states that the securities were acquired and are held in the ordinary course of business, and not for the purpose of changing or influencing control of FG Merger II Corp. Barclays identifies Barclays Bank PLC as the relevant subsidiary and confirms its ownership is below 5% of the class.
FG Merger II Corp. and Boxabl outline a planned two-step SPAC merger that would create a public company named BOXABL Inc. First, a merger subsidiary will combine with Boxabl, then the surviving company will merge into FGMC, which will remain the public entity and be renamed.
Holders of FGMC shares at closing are expected to have their shares automatically convert into BOXABL Inc. shares under the anticipated ticker BXBL. Boxabl highlights continued home deliveries, new state modular approvals, and a California Commercial Modular License obtained after signing a contract with an industry leader, and states that the merger could provide what it believes is significant capital for operations and growth.
FG Merger II Corp. is registering 247,331,061 shares of Combined Company common stock and 102,668,939 shares of Combined Company merger preferred stock, plus 10,295,800 shares of common stock, 8,295,800 rights and 1,000,000 warrants, to complete an all‑stock business combination with BOXABL Inc. valued at $3.5 billion at a deemed $10.00 per share.
BOXABL stockholders will receive Combined Company common and preferred shares based on fixed exchange formulas, and are expected to hold roughly 68–70% of common equity across redemption scenarios, while FGMC’s sponsor and public holders retain small stakes. FGMC public stockholders can redeem their shares for cash (illustratively about $10.30 per share as of January 27, 2026), subject to a 15% cap per holder group, and must follow strict DWAC delivery and timing procedures.
The deal requires approval of multiple cross‑conditioned proposals at both the FGMC and BOXABL special meetings and is conditioned on Nasdaq (or a similar exchange) conditionally approving listing of the new “BXBL” common stock. The filing highlights significant conflicts of interest for sponsors, directors and officers of both companies, including founder share economics and loans to FGMC that will be repaid at closing.
FG Merger II Corp. (FGMC) shared a Rule 425 communication about its proposed two-step merger with Boxabl Inc. Under the structure, FGMC’s subsidiary will first merge into Boxabl, then the survivor will merge into FGMC, with FGMC continuing as the public company renamed BOXABL Inc.
FGMC, which trades on Nasdaq, would remain the listed entity and adopt the anticipated ticker $BXBL after closing. Holders of $FGMC shares would automatically receive $BXBL shares at that time. The parties disclosed that their merger deadline has been extended to March 31, 2026, subject to regulatory and shareholder approvals. FGMC has filed a Form S-4 that includes proxy materials and a prospectus for the securities to be issued to Boxabl shareholders.
FG Merger II Corp. (FGMC) filed a Rule 425 communication outlining its proposed two-step merger with Boxabl Inc. The structure merges Boxabl into an FGMC subsidiary, then into FGMC, with FGMC as the surviving public company renamed BOXABL Inc. The parties previously announced a $3.5 billion combination.
FGMC has filed a Form S-4 to register the transaction; a proxy statement/prospectus will be mailed after effectiveness for shareholder votes. The discussion highlights Boxabl’s modular housing model: the flagship Casita studio (about 361 sq. ft.) unfolds on-site rapidly, with current factory output of roughly one unit every 2–3 hours and the goal of scaling significantly. An example project cited was a $9 million order for 156 homes. Boxabl notes about 50,000 investors from prior Reg A+ rounds totaling $230 million, and FGMC references a potential $55 million PIPE as part of the capital plan.
FG Merger II Corp. announced progress on its proposed business combination with Boxabl Inc. The deal is structured as a two-step merger in which Boxabl will first merge into a subsidiary of FGMC, then into FGMC itself, with FGMC surviving as the public company renamed BOXABL Inc.
FGMC is currently listed on Nasdaq and, upon closing, is expected to trade under the anticipated ticker BXBL. Holders of FGMC shares would convert to BXBL at closing. The parties disclosed that the merger deadline has been extended to March 31, 2026, and the transaction remains subject to regulatory and shareholder approvals.
FGMC has filed a Form S-4 registration statement that includes the proxy statement/prospectus for the shareholder vote. After the registration statement is declared effective, definitive materials will be mailed to eligible shareholders. The communication reiterates standard forward‑looking statement and no‑offer disclaimers.